0001534424-13-000501 Sample Contracts

SUBSCRIPTION AND INFORMATION AGENT AGREEMENT
Subscription and Information Agent Agreement • December 17th, 2013 • Pro Dex Inc • Surgical & medical instruments & apparatus • Pennsylvania

This Subscription and Information Agent Agreement (the “Agreement”) is entered into as of this 17th day of December, 2013, by and between, Pro-Dex, Inc., a Colorado corporation having its principal offices in Irvine, California (the “Corporation”), and Broadridge Corporate Issuer Solutions, Inc., a corporation having its principal offices in Philadelphia, Pennsylvania (“Broadridge”).

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STANDBY PURCHASE AGREEMENT
Standby Purchase Agreement • December 17th, 2013 • Pro Dex Inc • Surgical & medical instruments & apparatus • Colorado

This STANDBY PURCHASE AGREEMENT (this “Agreement”) is made and entered into on December 17, 2013, by and among AO Partners, LLC, a Minnesota limited liability company (together with its permitted designees pursuant to Section 14 below, “AOP”), Farnam Street Capital, Inc., a Minnesota corporation (together with its permitted designees pursuant to Section 14 below, “FSP” and, together with AOP, each a “Standby Purchaser” and collectively the “Standby Purchasers”), and Pro-Dex, Inc., a Colorado corporation (the “Company”).

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